Ultimate Superhero Alliance
by Timber910
Summary: Super-villains have all gathered together, joining forces to take down their greatest foes, the Avengers and Justice League. With the creation of the League of Destruction, the Avengers and Justice League must join together to stop the League of Destruction from taking control of the entire universe. The battle for Earth, begins now. Rated T for language and action.
1. Chapter 1: The Threat at Hand

**Author Note: This is a new story of mine that I thought would be a pretty good idea. Drop a review on what you think of it, I appreciate all kinds of advice.**

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Chapter 1: The Threat At Hand.

*Somewhere within the depths of space*

Iron Man, in his Space Armor Mk 1 suit, flew back slamming into an asteroid. Thanos walked up to Iron Man, grabbing him by the neck, lifting him up.

"You try and create some armor that can make you invincible, something that can help you feel like you are worth something, that you can actually stand a chance. How deluded you are Iron Man, as everyone knows, Iron has a melting point" said Thanos.

Thanos throws Iron Man towards the closest star, sending him hurdling towards his demise.

"JARVIS is there anything we can do to get out of this" asked Stark.

"No sir, I'm afraid not…we hadn't…thought of…way to…sun" said JARVIS, getting cut out.

"Great, looks like I'm flying solo" said Stark.

Stark tried to reactivate the thrusters in his hands and feet, which didn't start.

"Well, now would be a good time to think fast" said Stark.

Suddenly, Stark was transferred back in the Avengers Helicarrier Briefing Room, surrounded by Nick Fury, Deadpool, Wolverine, Captain America, Thor, and Falcon.

"What on god's Earth were you thinking Stark? You are lucky Deadpool managed to get a hold of a teleporter to get your ass back here" said Nick Fury.

"I hand Thanos on the ropes; he would've called uncle eventually" said Stark.

"Yeah, he looked like he was having a lot of trouble taking you on Stark" said Deadpool.

"I was on recon when I spotted Thanos, I didn't know what Thanos was doing in that sector of the universe, but whatever he was doing, it couldn't have been good" said Stark.

"May haps he was searching for the Tesseract" said Thor.

"The Tesseract is in the possession of The Guardians of the Galaxy, they swore to keep it safe" said Nick Fury.

"We can't trust everyone to come through for us, those bubs are just gonna screw it up and lose it" said Wolverine.

"Enough Wolverine, the Tesseract is safe, that is all we need to know" said Nick Fury.

*Space Station Knowhere*

Cosmo stood guard at the entrance of Knowhere. Suddenly, someone landed a distance in front of him.

"Hey, nobody is supposed to be here" said Cosmo. The man walked forward, towards the entrance.

"I SAID HALT" yelled Cosmo. Cosmo lunged at the man, but got electrocuted when he touched him, killing Cosmo. The man walked into Knowhere, as if nothing happened. Mantis and Gamora came out and stood in the man's way.

"Stay where you are, you have no right to be in here" said Mantis.

"I have every right" said the man.

The man stuck out his arms, electrocuting Mantis and Gamora, killing them both. The man walks into the secure storage room, seeing the Tesseract floating on a stand.

"There she is" said the man.

Suddenly, Star-lord, Rocket Raccoon, Groot, Adam Warlock, Drax the Destroyer, and Phyla-Vell stop the man.

"Stop, we are sworn to protect the Tesseract with our lives" said Star-lord.

"Well then, time to cash in" said the man.

Groot charges the man, but the man sticks out his hand, having Groot disintegrate in front of him. Adam Warlock tries to blast the man with his energy, but the man sends a wave of electricity, killing Adam Warlock. Rocket Raccoon fires 2 shots at the man, but the shots are easily deflected. The man grabs Rocket Raccoon with his mind, sending flying down into the storage room, killing him. The man then disintegrates Phyla-Vell, as he watches Star-lord and Drax.

"This man, he came in contact with Thanos" said Drax.

"So he's working with Thanos" said Star-lord.

"Not working with, he works for me" said the man.

The man then disintegrates Drax.

"Who are you" asked Star-lord. The man removes his hood, showing Dr. Doom.

"Surprise" said Dr. Doom. Doom then electrocutes Star-lord, killing him. Dr. Doom walks up to the Tesseract, removing it from its pedestal.

"The Tesseract is in our possession" said Dr. Doom. Doom turns as Thanos and Sinestro came into the chamber.

"The Tesseract belongs to us now, with it, we will be invincible" said Thanos.

"Soon, the League of Destruction will rule the entire universe" said Dr. Doom. "Indeed, soon my brothers, very soon" said Sinestro.

*Helicarrier*

Suddenly, the group in the briefing room gets a transmition. Nick Fury decides to answer.

"Yes" said Nick Fury.

"Mr. Fury, this is Charles Xavier" said Professor X.

"Good morning Professor, what is the reason for this unexpected call" asked Nick Fury.

"I have been unable to get ahold of any of the Guardians of the Galaxy. I have also tried searching for them telepathically, but I cannot find them anywhere, I fear the worst" said Professor X.

"Do not worry Professor, we will send out a search team" said Nick Fury.

"Please, do hurry" said Professor X. The call was then ended.

"Alright, looks like I'm needed once again" said Stark.

"No you don't Stark, you are staying here. I am sending Silver Surfer, Nova, and Captain Marvel on this mission. You are not to move, do you understand me" said Nick Fury.

"Fine mom, I'll do what you want" said Stark.

"Good, now I must go get the 3 of them ready" said Nick Fury, who left the room.

"You aren't going to stay here like he said are you" asked Deadpool.

"Nope, I'll see you guys later, I got a space station to investigate" said Stark. Stark then blasts off, leaving Earth. Nick Fury walks back in.

"Typical" said Nick Fury.

*Space Station Knowhere*

Stark lands at the front of the station, seeing that Nova, Surfer, and Captain Marvel had beaten him.

"Well, looks like I got beaten to be the first on the scene" said Stark.

"Come on, I want to see what happened, the Guardians are my friends" said Nova. The 4 walk in, as they see all of the Guardians dead.

"No…No no NO" said Nova, running up to the bodies. Captain Marvel walks up to Nova, putting a hand on his shoulder.

"It's going to be alright Nova" said Captain Marvel.

"Whoever did this is gonna pay for what he did" said Nova. Suddenly, Stark's pulse detector goes off.

"One of them is still alive" said Stark. Stark runs up to Star-lord, seeing he is still breathing.

"Surfer, get over here and try and help him" said Stark. Surfer floats over and starts to heal Star-lord with his cosmic energy, then Star-lord than takes in a huge gasp of air.

"Where…Where am I? What happened" asked Star-lord.

"We were just gonna ask you the same thing" said Stark.

"Where is he, where is he" asked Star-lord.

"Where is who" asked Captain Marvel.

"Doom, where is he" asked Star-lord.

"Not here, was Doom the one who did this to you" asked Stark.

"Yes…he killed all of them…I feel ashamed to be the only one alive" said Star-lord.

"Atleast someone did survive" said Surfer. Star-lord then looks at one of the walls of the storage room.

"Something is here" said Star-lord.

"What is" asked Nova.

"Something big…something bad" said Star-lord.

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**Author's Note: That is Ch: 1. I don't know, I think it could've came out better, but i'm just really wanting to see where this may go.**


	2. Chapter 2: The Alliance is Formed

**anon: I...I...I don't...I don't even know how to respond, so i'll just say this. I read that whole thing, and about half of it was a sort of Lex Luthor tribute or something. It gives me a few ideas for the story, but that just...just what. **

**Anyways, I hope you guys enjoy this chapter. Leave a review on what you thought, and don't forget to PM if you have ideas on which Heroes/Villains should appear in the near future. Also, don't be afraid to send story ideas, such as battles, team rivalries, etc. Anywho, enjoy Chapter 2.**

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Chapter 2: The Alliance is Formed.

*Helicarrier*

The briefing room receives a call. Nick Fury picks up, seeing Stark.

"Stark, I swear to god I'm going to kill you one of these days" said Nick Fury.

"Fury now is not the time. We just investigated Knowhere, everyone but Star-lord is dead and the Tesseract is gone…It's Doom" said Stark.

"What" asked Nick Fury. Star-lord then comes into the shot.

"Mr. Fury, not only is it just Doom, but Thanos and Sinestro are working with him, and I have a feeling they are not alone" said Star-lord.

"I will have Captain America and Falcon look into it. For now, just get back here" said Nick Fury. They both hang up.

"So, it looks like Doom and them are rearing their faces again" said Falcon. Suddenly, an alarm goes off in the Helicarrier.

"What is going on" asked Captain America.

"Someone is on the Helicarrier" said Fury. On the runway of the Helicarrier, a drop ship is flying above the Helicarrier, as 5 villains, Doctor Octopus, Juggernaut, Rhino, Abomination, and Brainiac jump out, landing on the Helicarrier.

"Let's get this done, shall we" said Doc Oc.

"With pleasure" said Juggernaut. Brainiac blows a hole in the entrance of the Helicarrier, as the 5 walk in.

"Destroy the Helicarrier" said Brainiac. Doc Oc and Brainiac make their way to the main control room, while Juggernaut, Rhino, and Abomination start wrecking the interior. Doc Oc and Brainiac reach the main control room.

"HALT" yells out a SHIELD soldier, aiming a gun at the 2.

"Pathetic" said Doc Oc, grabbing the gun with one of his arms and tossing it. Brainiac then uses his telekinesis to send the soldier flying, crashing into the window.

"I will take control of the ship, you must guard me" said Brainiac. Doc Oc stands guard, fending off SHIELD troops, while Brainiac decodes most of the Helicarrier. Meanwhile, Juggernaut, Rhino, and Abomination charged through the Helicarrier walls, but then all get tackled by Hulk. The 3 fall to the Earth, as Hulk falls with them. The 4 start to duel in the air, as they quickly plummet to the ground. Hulk then grabs Abomination, using him as a cushion to break his fall. When the 4 hit the ground, Hulk gets up from the rubble, as do the villains.

"You tryin' to go and get yourself killed Hulk, fine with me" said Juggernaut.

"No, Hulk just distraction" said Hulk. Ant-man, or as he was at the time, Giant Man comes and grabs Rhino and Juggernaut.

"You 3 need to be taught a lesson in humility, but we don't have much time, so let's have a crash course" said Giant man, pounding the 2 into each other. Meanwhile, Hulk duels with Abomination, throwing him into a giant rock.

"Abomination strong, but Hulk stronger" said Hulk. Back on the Helicarrier, Brainiac manages to hack into the controls.

"Now, time to wreak havoc" said Brainiac. Suddenly, someone bursts through the Helicarrier control room window.

"Halt Brainiac" said the man.

"Ahh, the mighty Superman shows himself" said Brainiac.

"Stand down now, before things get ugly" said Superman.

"Never" said Brainiac, pressing one button, deactivating the propellers. The Helicarrier slowly starts to fall to the Earth. Superman tries to charge Brainiac, but he stops him with his mind.

"Stay right where you are Superman" said Brainiac. Doc Oc turns to face the door, but gets knocked out by a punch.

"Hey, I Robot stand down" said the man. Brainiac turns and sees Spider-Man standing there.

"The human spider, how charming for you to show up, although you show up too late" said Brainiac. Brainiac blasts the control panel.

"Now, I must be on my way" said Brainiac. Brainiac then teleports, leaving the Helicarrier, as Superman is freed from his grip.

"We can't stop this thing" said Spider-man.

"I have an idea" said Superman. Superman flies out the window, going to the bottom of the Helicarrier. Superman then slowly guides the Helicarrier to the ground, landing it safely. Later, Ant-man and Captain America take Juggernaut, Rhino, and Abomination to reinforced holding cells, ones that nobody can break through. At the briefing room, Fury, Spider-man, Wolverine, Falcon, Superman, and Hulk are all sitting at the table, as Ant-man and Captain America walk in.

"This was all a planned attack, they figured out how the Helicarrier worked, and then brought their 3 biggest allies to keep us from using our back-ups. Can someone tell me how the hell they managed to pull this off" said Fury.

"Brainiac is one of the most cleverest enemies I have faced in a long time, he must of figured out some way onto the Helicarrier" said Superman.

"The Helicarrier is protected by 250 security cameras, 900 codes changing each second, and over 10 thousand soldiers. You tell me how he got onto this thing" said Fury.

"Brainiac can hack any form of technology, he could've easily slipped past the cameras, uncovered each code, and easily taken down any of your men" said Superman.

"What could Brainiac and all them gain from crashing the Helicarrier, everyone could've easily evacuated, no causalities would've even happened really" said Falcon.

"My guess is that they were trying to distract us" said Superman.

"From what" asked Ant-man. Suddenly, a huge beam of light comes down from the sky into New York City, off in the distance.

"That I would assume" said Superman.

*Knowhere*

After the transmission, Nova takes Star-lord to the medical bay.

"We will keep an eye on what Star-lord was talking about" said Silver Surfer.

"Roger that" said Nova. Once Nova got there, he placed Star-lord on a bed, and went back to the group.

"Any sign of what he was talking about" asked Nova. Suddenly, a loud noise, sounding much like stomping, came from outside.

"What was that" asked Captain Marvel. Again, the noise was heard.

"He's here" said Silver Surfer.

"Who is here" asked Stark. The noise sounds one more time, sounding much like it was coming from right in front of them.

"Galactus" said Silver Surfer. Suddenly, the roof of Knowhere is ripped off, as Galactus reaches in and grabs Silver Surfer.

"You betrayed me Silver Surfer" said Galactus.

"I did what I thought was for the greater good. I am protecting life like I should, not destroying it" said Silver Surfer.

"You want to live like a hero, then you will die like a hero" said Galactus. Suddenly, a blast of energy hit Galactus in the head, having him release Silver Surfer. He was then caught in a huge red tornado, sending him flying into the dark reaches of space. Stark, Surfer, and Captain Marvel looked up, seeing Martian Manhunter and Red Tornado.

"Thanks for the save" said Stark.

*New York City*

The Helicarrier flies over Stark Tower, as Spider-man, Wolverine, Deadpool, Hulk, and Superman all land on the top of Stark Tower.

"Alright, we search for any villains in the vicinity. Spider-man, you and I will have the aerial view. Wolverine and Deadpool, you guys got ground control, and Hulk…crush any villains you see" said Superman. Hulk jumped down as Spider-man helps Wolverine and Deadpool down to the ground and Superman flies off. Spider-man drops Wolverine and Deadpool, then goes up to help Superman.

"Looks like it's you and me Wolvy" said Deadpool.

"Don't ever call me that bub" said Wolverine. Suddenly, the cars around them all are turned on, engines running, while their turn signals flash.

"I don't think that was us" said Deadpool. Suddenly, from one of the cars emerges a wave of electricity, forming in the shape of a man.

"Wolverine and Deadpool, the not-so-hero members of the Avengers" said the man.

"Who gives you the right to insult me Electro" said Wolverine.

"Everything really, I have complete control of you, see" said Electro. Electro lifts 2 of his fingers, having Deadpool and Wolverine start to float into mid-air, unable to move.

"Complete control" said Electro. Meanwhile, Hulk charges through building after building, looking for any signs of a villain.

"Where puny bad-guys hiding" said Hulk. Suddenly, Hulk is hit by a blast of energy.

"A big, uncontrollable monster is who they plan on having roam around on his own, how…childish" said the man. Hulk turns and sees Black Adam.

"You dare taught the mighty Hulk, Hulk not childish, HULK SMASH" said Hulk, smashing the ground, hitting Black Adam with the large amounts of cement and stone.

"It appears you pack quite a punch there Banner" said Black Adam. Meanwhile above Earth, Stark, Surfer, Captain Marvel, Red Tornado, and Martian Manhunter fly down to New York City, landing in Times Square.

"Let's get physical" said Captain Marvel. Stark charges Electro, hitting him head on by surprise. Hulk also flies back, meeting up with the group. Stark, Surfer, Captain Marvel, Hulk, Deadpool, Wolverine, Red Tornado, and Martian Manhunter all stand in a circle, as Electro and Black Adam walk forward.

"I think we can take them" said Stark. Suddenly, a giant creature smashes through a building.

"Can we take on that" said Surfer. The creature looks at the group.

"Let's kill them all Foom" said Electro. Fin Fang Foom, roared, sending a huge sound wave down the street.

"COME FORWARD, WE ARE IN NEED" said Captain Marvel. Superman and Spiderman land next to the group.

"All together now" said Superman. Then, a light comes down from the sky, the Destroyer emerging from it, along with massive amounts of sludge coming out from the sewers, forming Plasmus.

"Oh boy" said Stark.

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**Ending note: And that was Chapter 2. I know this story may seem somewhat anticlimactic, but i'm trying ok. If you read Tim's Moemon Adventure, you know how much of a 180 I am doing with this story. It's also pretty hard to juggle around 2 different comic book universes, while still coming up with a good story for it. Anyways, leave a review on what you thought, and PM if you have hero/villain requests, team rivalry requests or ideas on how you think the story should go. **

**I'll see yall later, and remember, stay frosty.**


	3. Chapter 3: Avenging Justice

**Author's Note: A-BOMBLIKEABOSS: Duely noted, I will take that into mind, thank you for your suggestion.**

**Now, I hope you guys enjoy this Chapter, in my opinion, it's one of my most favorite and most hated of the chapters so far, and I think you will see why. Leave a review of what you thought, and don't forget to PM if you have any ideas on which Heroes/Villains should appear. Don't be afraid to send any thoughts on where you think the story should go or you have any ideas for battles, rivalries, and even characters who should die. Anywho, on with Chapter 3.**

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Chapter 3: Avenging Justice.

*Knowhere*

Star lord is resting on the bed, with Nova standing by him.

"Don't worry old friend, we are gonna get you to safety" said Nova. Suddenly, a ship is heard landing outside. Nova goes out and sees a SHIELD space pod. The latch opens and shows Thor.

"Thank god you're here Thor. We need to get Star-lord back to Earth" said Nova.

"Alright, we must make haste, our friend be fighting with some powerful anyways as we speak" said Thor.

"Then let's hurry" said Nova.

*New York City*

Stark, Surfer, Superman, Spiderman, Captain Marvel, and Martian Manhunter all tag team Fin Fang Foom, as Hulk and Deadpool fought Black Adam, while Red Tornado and Wolverine fought Electro.

"You are no match for the League of Destruction, now you will die like your friends at Knowhere" said Black Adam, blasting Hulk in the chest, sending him flying. Deadpool teleports behind Black Adam, pulling out his sword and slashing, however Black Adam teleported behind Deadpool and grabbed him by the back of his neck.

"Time to die Deadpool" said Black Adam.

"HULK SMASH" yelled Hulk. Black Adam turned and was quickly punched right in the face, releasing Deadpool and sending Black Adam flying.

"That one actually kind of hurt" said Black Adam. Meanwhile, Red Tornado and Wolverine dueled it out with Electro.

"You idiots don't know when to give up" said Electro, sending an electrical blast through Wolverine's body, having him fall onto his back. Red Tornado then captured Electro in a tornado, having him spin wildly.

"That's how you want to play huh, fine then" said Electro. Electro tried sending a blast of electricity at Red Tornado, but it spun through the tornado, electrocuting himself, killing himself. Red Tornado let Electro go, as the body fell to the ground. Red Tornado grabbed Wolverine and carried him up to the Helicarrier. Meanwhile the Destroyer and Plasmus wrecked through the city, while everyone else was distracted. Suddenly, the Destroyer was hit with an explosion to the face, as Plasmus got hit with 2 green blasts.

"If I were you, I would surrender now" said the boy. The Destroyer and Plasmus look, seeing Robin, Beast Boy, Starfire, Raven, and Cyborg.

"Let's kick some ass" said Cyborg. The 5 charged the Destroyer and Plasmus, easily defeating them. Meanwhile, the group fighting Fin Fang Foom were having no luck.

"JARVIS, scan for any possible weak points in Fin Fang Foom" said Stark.

"No possible weak points found on him" said JARVIS.

"Fantastic" said Stark. Fin Fang Foom grabbed Stark, crushing his armor, then sending him across the block.

"Well that worked out" said Stark. Surfer and Captain Marvel blasted Fin Fang Foom with energy blasts, however they had no effect.

"We can't defeat him with raw power, we need a plan" said Captain Marvel.

"Spiderman, use your webs to block Foom's vision, Manhunter, Captain Marvel, you 2 go for the legs, Surfer, get ready to hit him with everything you got" said Superman. Spiderman shot 2 webs at Fin Fang Foom's eyes, blocking his vision.

"What is this" said Foom, clawing at the webs.

"NOW" yelled Superman. Captain Marvel and Martian Manhunter tackle Foom's legs with all their power, sending Foom falling to the ground.

"Let's hit him Surfer" said Superman. Surfer shot as much cosmic energy as he could at Fin Fang Foom, causing to make a large hole in his chest.

"Time for the kill" said Superman. Superman charges Fin Fang Foom with all his power, bursting right through the hole and coming out the other side of Fin Fang Foom. Foom falls to the ground, dead.

"Well that's the big guy down" said Spiderman. Black Adam traps Hulk in a cosmic energy cage, as he grabs Deadpool.

"Now, where were we" said Black Adam. Deadpool tries to struggle, but Black Adam has a good grip on Deadpool. Black Adam starts to drain Deadpool of his powers, absorbing them.

"LET RED MAN GO" yelled Hulk. Superman hears this, and goes charging towards Black Adam. Black Adam notices Superman charging him.

"Too slow Superman" said Black Adam. Black Adam then blasts Deadpool in the neck, sending him flying back. Superman stops in shock. Black Adam teleports away as Superman rushes towards Deadpool.

"Hang on friend, we'll get you medical assistance" said Superman. Deadpool looks at Superman and grabs his right shoulder.

"Just do me…one thing…kill him for me" said Deadpool, as he died in Superman's arms. Hulk watches in shock and awe, then suddenly getting even angrier. Hulk breaks out of the cage and goes running in the direction that Black Adam may have went.

*Helicarrier*

Everyone stands in front of Deadpool's coffin, as they say goodbye to him. Fury then has the coffin sent down to a graveyard to be buried.

"Deadpool didn't deserve this" said Superman.

"It's not your fault Superman, you tried our hardest" said Cyborg.

"If only I was fast enough, I could've saved him" said Superman.

"Listen, Deadpool will not die in vain, the League of Destruction is going to pay for this" said Stark, out of his now broken space armor.

"We got information from Captain America and Falcon; they say that the League of Destruction is a group of super villains they have come together to destroy the Avengers and the Justice League. Dr. Doom is leading them along with Thanos and Sinestro. We also do believe others like Loki and Galactus have a part in this as well. The League of Destruction is our top priority" said Fury.

"Have we gotten word from any other lines of defense, like the Lantern Corps" asked Martian Manhunter.

"We tried contacting all of the Lantern Corps; however none have gotten back to us. We have reason to believe the Lantern Corps have all been defeated" said Fury.

*Oa*

Hal Jordan is having another training session with Kilowog and Tomar-Re.

"You are getting better you 2" said Hal, as Kilowog and Tomar fought with Hal.

"Now come on and hit me again" said Hal. Tomar sent a blast of energy from his ring, along with Kilowog, but Hal created 2 small orbs, which opened and absorbed the blasts, as he sent them back at the 2.

"That all you guys got" said Hal. Suddenly, a dark shadow emerged over Oa. Hal turns and sees Ego high above Oa.

"Leave none alive" said Sinestro, who was standing right next to Ego's ear.

"With pleasure" said Ego. Ego suddenly charged Oa, destroying a good portion of Oa.

"Time to die Green Lanterns" said Sinestro. The Sinestro Corps all take off from Ego, heading for Oa.

"We have to retreat, all Green Lanterns, retreat" said Hal, heading for the main core with Kilowog and Tomar. The Sinestro Corps easily killed the Green Lanterns, killing even the Guardians. However, they couldn't find Hal, Kilowog, and Tomar. They eventually give up and leave the planet. When the Sinestro Corps and Ego are gone, the 3 emerge, seeing their home left in ashes.

"What do we do now" asked Kilowog.

"We go to Earth, that is our only refuge for now" said Hal.

*League of Destruction headquarters*

Dr. Doom, Thanos, Black Adam, Loki, and Red Skull are all standing in the main room of the base.

"So, Deadpool is no longer a trouble" said Dr. Doom.

"Yes, I drained him of his powers and blasted him. He is most likely presumed dead" said Black Adam.

"Most likely" asked Thanos.

"With all due respect Thanos, the Avengers and Justice League have a tendency to…not stay dead" said Black Adam.

"No matter, as long as we have the Tesseract, our plan will continue. The fall of the Avengers and Justice League is just step 1. The League of Destruction shall reign over all of the Earth, together we stand, together we shall rule" said Dr. Doom.

*Helicarrier*

In the briefing room, Fury, Stark, Superman, and Captain America all sit.

"We cannot defeat the League of Destruction by ourselves, we will require assistance from other heroes scattered across the galaxy" said Superman.

"Blue tights is right, the Avengers and Justice League are both not strong enough to take down Dr. Doom and his hoard of villains" said Stark.

"Then it is settled, from now on, there is no more Justice League and Avengers, they are out of the question. From now on, we fight as one team, a conjoined effort" said Fury.

"The Ultimate Superhero Alliance" said Superman.

"Exactly" said Fury.

"Any heroes who are willing to help will come to our aide, any villain who stands in our way will either perish or be taken as prisoner onboard the Helicarrier. Today we stand as one team, let the Ultimate Superhero Alliance stand for honor, for justice, for freedom" said Captain America.

"Now, let's go hunt some pricks" said Stark.

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**Ending Note: Now you guys know why I love and hate this chapter. I don't know, I think it's a step up from the other chapters, I think the story is getting better. Leave a review on what you thought of this chapter, and shoot me a PM if you have any ideas on where the story should possibly go, requests for heroes or villains, or requests for battle scenes, rivalries, and deaths. **

**I'll see yall later, and remember, stay frosty.**


	4. Chapter 4: Betrayal

**Author's Note: Sorry about the delay in chapters readers, I was held up with work and my day-to-day life. Anywho, I hope this chapter will make up for it.**

**darkmoonrise312: And now for my favorite part...explaining my storyline. You see, there was a reason Black Adam had grabbed Deadpool, Black Adam is able to manipulate abilities, atleast that is what I believe, so, he was able to disable Deadpool's regeneration abilities, and steal his teleportation ability. Therefore, a shot to the neck would kill Deadpool, and leave him with no means of escape. If you would like, I shall give you homework and search for yourself, and if you find that my theory is incorrect, I will gladly accept it. Now, your suggestions for Tigress and Flash really surprise me. There is actually quite a number of requests for heroes like them. I would figure main heroes, like say Black Panther or others would be suggested, not guys like Flash, but hey, I found some Flash lovers, that's for sure.**

**Now, shall we move the Helicarrier onward to Chapter 4? I think we shall.**

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Chapter 4: Betrayal.

*League of Destruction headquarters*

Loki is walking through the vault room, checking on all inventory. He walks up to a large metal door, guarded by Annihilus.

"You are not authorized to be back here Loki, turn around immediately" said Annihilus.

"You know, I was never good at taking orders" said Loki. Loki aims his scepter as Annihilus' chest, blasting him, killing Annihilus.

"Wasn't that easier" said Loki. Loki blasts through to the room, seeing the Tesseract. Loki takes hold of the Tesseract, marveling at it.

"Put it down Loki" said Black Adam from behind Loki.

"I won't put down what rightfully belongs to me" said Loki, looking over his shoulder at Black Adam. Black Adam raises his hand at Loki, aiming to blast him.

"I said put it down" said Black Adam.

"And I said no" said Loki, turning blasting Black Adam, killing him. Loki then teleports away, leaving Black Adam to die.

*Gotham City*

The Helicarrier flies high over Gotham City, as Superman, Fury, and Stark all sit in the briefing room.

"Are you sure he is going to show up" asked Stark.

"Positive, he always appears in a time of need" said Superman.

"You need me" said a man. Fury, Superman, and Stark turn to see Batman.

"How the hell is everybody sneaking onto my ship" said Fury.

"Batman, something big is going down" said Superman.

"I know, I saw the news feed from New York, looks like you turned New York City into your personal wrestling ring" said Batman.

"In all fairness, they started it" said Stark.

"Batman, we need more assistance, otherwise all of the Earth could be lost" said Superman.

"Maybe that's what needs to happen. The world has grown tired of superheroes, maybe it's time to let the world see what would happen if there wasn't any" said Batman.

"You are going to give up on the entire world just to prove a point" said Superman.

"Exactly, now never come back for me again" said Batman. Batman then walks off, leaving the Helicarrier.

"He seems like a nice guy" said Stark.

*League of Destruction headquarters*

In the meeting room, Dr. Doom, Thanos, Sinestro, and Red Skull are all sitting around the table, with Brainiac sitting with them.

"After much analysis over the video footage and wounds on Annihilus and Black Adam, there is no doubt in my mind that it was Loki who stole the Tesseract" said Brainiac. Dr. Doom smashes his fists into the table.

"THAT SCUM SUCKING PIG! I WANT ALL MEN TO FIND LOKI AND HAVE HIM KILLED" yelled out Dr. Doom.

"Doom, we must have Loki brought back alive, what if he has hidden the Tesseract" said Sinestro.

"Sinestro is right, there is an 85% chance that Loki has hidden the Tesseract, without Loki, chances of finding it is less than 5%" said Brainiac.

"Fine, send Kraven after Loki, he will find that Asgardian and bring him back in a body bag after he has the Tesseract" said Dr. Doom.

*Helicarrier*

Superman is sighting at the edge of the Helicarrier looking down at the world below. Spiderman comes and sits next to Superman.

"What seems to be wrong with you Superman" asked Spiderman.

"I am a little upset. First I am unable to save Deadpool from Black Adam, then I can't even contribute to the team by finding more members. Maybe it would be best to leave" said Superman.

"Listen, I know what it is like to lose someone. I hated myself for what happened. I lost my uncle to a man who robbed a store, and I just let the guy go, not realizing he was going to kill my uncle. I hated that man; he made me into who I am today. I had to accept though that he was gone, and the man would most likely pay for what he had done in prison. So don't blame yourself for Deadpool's death, he fought his hardest" said Spiderman.

"Thank you, its helps to know somebody understands" said Superman.

"Come on, let's get back inside" said Spiderman. Meanwhile in the holding cells, Wolverine goes to Octavius' cell.

"Tell me where your headquarters is Octavius, before I slice off every single one of your arms" said Wolverine.

"Looks like somebody is upset over his friend dying, threatening me won't work Wolverine" said Octavius. Wolverine bangs on Octavius' cell, having Octavius jump back.

"You really want to get me angry bub. Tell me where your headquarters is right now" said Wolverine.

"Go ahead and kill me Wolverine, it won't get you anywhere" said Octavius. Wolverine stepped back, leaving Octavius.

"I knew you wouldn't kill me" said Octavius. Wolverine stops in front of a control panel, pressing a button and having the ground under Octavius' cell open up, showing the open air below.

"You thought wrong" said Wolverine. Wolverine pressed another button, sending Octavius, still in his cell, to the Earth. Wolverine then closed the opening, leaving the room.

*New York Subway*

Hulk is smashing through wall after wall, still on his rampage. Hulk suddenly gets hit by a train. Hulk rips open the front of the train, seeing nobody inside. Hulk looks further down and sees Brainiac.

"Come and get me Banner" said Brainiac. Hulk charges through the train, going after Brainiac. Brainiac then disappears, as Magneto appears and traps Hulk in a metal cage.

"We have managed to apprehend Banner" said Magneto.

"Bring him to the base immediately" said Doom over the com-link.

*Antarctica*

Loki is holding the Tesseract in his one hand and his scepter in the other.

"Open the gate" said Loki. Suddenly, a portal opens in front of Loki. Loki also has with him 3 humans he captured. Suddenly, black, red, and white symbiotes come out of the portal, latching to the humans.

"PLEASE, HELP US" yelled out one of the humans.

"Now why would I do that" asked Loki. The 3 humans then turned into Venom, Carnage, and Anti-Venom.

"Why have you summoned us Loki" demanded Venom.

"I need you 3 to assist me" said Loki.

"In what" asked Carnage.

"In destroying the ones who stand in my way" said Loki.

*League of Destruction headquarters*

Hulk is smashing on his cage of pure energy, created by Thanos. Brainiac and Dr. Doom look on as the Hulk continues to struggle.

"Sir, how do you plan on turning the Hulk back into Banner" asked Brainiac.

"Easily" said Dr. Doom. Dr. Doom pressed down on his com-link.

"Norman, start it up" said Dr. Doom. Suddenly Hulk is electrocuted, falling down, writhing on the ground.

"Simple as that" said Dr. Doom. Hulk then started to transform back into Banner. Banner gets up and looks around.

"Dr. Bruce Banner, you are going to help me recover something I have lost" said Dr. Doom.

"Like hell I'm helping you" said Banner.

"There are many ways that I can persuade you Dr. Banner" said Doom. Doom presses a button, as the floor below the cage opens, showing nothing but air.

"You like? I got the idea when Brainiac and the others were on the Helicarrier. I figured I could use the same concept to persuade you Dr. Banner" said Doom.

"You can keep that thing open, because I'm not doing a thing you tell me" said Banner.

"Fine then, rot in that cell for your life" said Doom, leaving the room. Banner sits down, looking around. Suddenly, he presses a little button that he has in his pocket.

*Helicarrier*

Suddenly, on the display, a red blip appears.

"That's Banner's distress signal, let's get going" said Fury.

"No need, we can handle this. Superman, you, me, Surfer, Martian Manhunter, and Falcon can take this ourselves, now let's move" said Stark. The 5 leave the Helicarrier, heading in the direction of the distress signal. As the 5 are flying towards Banner, Vulture and Iron Monger appear, getting on both sides of them.

"Who invited these guys" asked Falcon.

"Sorry, this ain't no open invite" said Stark, trying repulsor Vulture, but Vulture managed to dodge. Iron Monger suddenly grabs Stark and sends him down to the Earth. Vulture then grabs Falcon's wing pack, ripping it off.

"Vultures are more superior to Falcons" said Vulture, as Falcon falls to the Earth. Then, Surfer, Manhunter, and Superman are all trapped in an energy field, as Thanos appears, showing that he created the field.

"So nice of you 3 to join us, but I must warn you, this is a permanent visit" said Thanos. Meanwhile, Falcon is freefalling to the Earth, able to see Stark.

"Stark, I can use some help" said Falcon.

"I could use some myself" said Stark, struggling to break free from Iron Monger.

"You are going with me Tony" said Iron Monger, as he flies off, farther away from Falcon.

"Hey Tony" said Falcon.

"Yeah" said Stark.

"Tell Cap I appreciated working with him, and that I fought as hard as I could" said Falcon.

"Come on Falcon, you are going to get out of this" said Stark.

"No Tony, I'm not…Goodby…." Said Falcon, his com-link now lost connection.

"FALCON" yelled Stark. Stark shoves his hand through Iron Monger's chest, ripping the reactor out and breaking free. Stark then fires a unibeam straight into Iron Monger's chest, as he falls to the Earth.

"FALCON" yelled Stark, not getting a reply back.

"FALCON" yelled Stark.

* * *

**Ending Note: ...Well...so Octavius, Annihilus, Black Adam, Falcon, and Iron Monger all died...that's a death count of 13 for the entire story, not to mention most of the Green Lantern Corp, but other than that, this is the 2nd most deaths in the entire series for a chapter, Chapter 1 being in the lead with the same amount of deaths. Anyways, leave a review on what you thought of this chapter, and shoot me a PM or drop a review on any suggestions you have for the story, such as battles, rivalries, and characters who should appear.**

**I hope to see yall later, but til then...stay frosty.**


	5. Chapter 5: All Is Lost

**Author's Note: No reviews for me to go over, oh well. This is, in my opinion, yet another really sad, yet really dramatic chapter. I won't give you anymore info, but so far, this is my 2nd favorite chapter of all time. Leave a review on what you thought of this chapter, and shoot me a PM if you have any requests for the story. Now, readers assemble, and read Chapter 5.**

* * *

Chapter 5: All is lost.

*Helicarrier*

Fury is in the briefing room with Robin, Captain America, and Wolverine.

"Stark, do you read me? Superman, Surfer, anybody do you read me" asked Fury.

"I hear you Fury" said Stark.

"Stark, what the hell is going on" asked Fury.

"Sir…Falcon is dead" said Stark.

"WHAT" yelled Captain America, getting out of his seat.

"I lost communication with him, he's gone Fury" said Stark. Captain America then starts to walk out of the room.

"Where do you think you are going Rogers" asked Fury.

"To go find these sons of bitches" said Captain America.

*League of Destruction headquarters*

Superman is sitting in a cage, with a piece of Kryptonite hanging from the ceiling in a metal casing. Superman looks over his shoulder, seeing Brainiac watching him.

"If you are gonna kill me Brainiac, get it over with" said Superman.

"We need you alive Superman, your friends are not talking about where your Helicarrier is stationed, but that is not what I am interested in" said Brainiac.

"And what are you interested in" asked Superman.

"The Justice League, you split up, and Doom wants to know where the rest of them are" said Brainiac.

"I'm not telling you, we went our separate ways long ago" said Superman. Brainiac suddenly gets a fist right through his chest.

"You found one of them" said the man behind him. The man pulls his hand out, having Brainiac fall to the ground dead.

"Barry" said Superman.

"You're welcome Superman" said Flash. Flash presses a button, sending the Kryptonite into the roof of the cage. Superman walks out to see the Flash.

"We need to save the others" said Superman.

"Way ahead of you" said Flash. Flash suddenly turns, running to the other cages, and coming right back.

"What happened" asked Superman. Suddenly, a thunderous roar was heard coming down the corridor.

"That" said Flash. Hulk suddenly busts out of the room, as Surfer and Manhunter come out as well.

"We must get out of here immediately" said Superman.

"Got you covered Superman" said Surfer. Surfer teleports the 5 out of the headquarters, back to the Helicarrier.

"Sir, we have a fluctuation in the holding cells…5 entities teleported out of the room" said Norman Osborn.

"It doesn't matter, we have all the information we need" said Doom. Doom presses a button, showing a little capsule coming up, showing green blood.

"The Hulk's blood" said Norman.

"Get me Carl Creel" said Doom.

*Bangladesh*

Crimson Dynamo trashes through a city in Bangladesh.

"Come on Stark, I'm waiting for you" yelled Dynamo. Suddenly, 2 arrows hit Dynamo in the chest, 1 black and 1 green.

"What the hell" said Dynamo. Suddenly, the arrows blow up, knocking Dynamo onto his butt.

"I do believe I would've gotten the kill shot if he didn't have the armor on" said Hawkeye.

"Yeah right, watch this" said Green Arrow. Green Arrow fires an arrow, hitting Dynamo in the visor. The arrow electrocutes Dynamo, disabling his suit.

"I win" said Green Arrow. Suddenly, both of their com-links go off.

"Barton, Queen, I need you both on the Helicarrier effective immediately" said Fury through the com-links.

"Sounds like work is needed to be done" said Hawkeye.

"I'm guessing we are taking him then" said Green Arrow, pointing at Dynamo.

"Yep" said Hawkeye.

*Helicarrier*

In the meeting room, Fury, Stark, Superman, Hawkeye, Green Arrow, and Flash are sitting around the table.

"As of right now, we have Banner working on trying to find the Tesseract, as far as we know, Loki has the Tesseract, and we have no idea of what Loki intends to do with it, we can only expect the worst" said Fury.

"So all we do is find this guy, take this Tesse-whatever and we are set" said Flash.

"No, we are not set. The League of Destruction just lost a valuable member, who happened to steal their best weapon. If we take both Loki and the Tesseract, no doubt Doom will come and take them by force" said Fury.

"Well we can't send it back up to Knowhere, because we know exactly what will happen" said Stark. Banner then walks on.

"Fury, I think I have a pinpoint on where the Tesseract is" said Banner.

"Good work, now, Stark, you and Surfer will go after the Tesseract" said Fury.

"Sounds fine to me" said Stark. Stark leaves the room, heading up to the top of the Helicarrier. As Stark is walking to the top, he suddenly gets pushed up against a wall.

"What…is happening" said Stark. M.O.D.O.K appears, surrounded by a purplish aura.

"Hello Stark" said M.O.D.O.K.

"M.O.D.O.K, I should've known. What are you doing onboard the Helicarrier" said Stark.

"This" said M.O.D.O.K. Suddenly, the 2 are teleported high above the Earth. The Iron Man suit suddenly opens, having Stark fall to the Earth.

"Bye bye Mr. Stark" said M.O.D.O.K. As Stark is falling, he presses a com-link on his wrist.

"JARVIS is the Space Armor Mk. II done yet" asked Stark.

"Almost sir" said JARVIS.

"JARVIS, I could really use that suit right now" said Stark.

"Uploading complete sir, shall I launch the suit to catch you sir" asked JARVIS.

"Yeah JARVIS, that would be pretty helpful if you did" said Stark. Stark is about to enter the atmosphere, as the Space Armor Mk. II comes and catches him.

"Alright M.O.D.O.K, I'm mad" said Stark. Stark flies up after M.O.D.O.K, when he isn't looking, Stark grabs him, pressing M.O.D.O.K's face against the Arc Reactor.

"Bye bye M.O.D.O.K" said Stark. Stark fires the Unibeam, blasting right through M.O.D.O.K. Stark drops him, sending him to the Earth. Suddenly, Stark's com-link beeps.

"Hello" said Stark.

"Stark, where the hell are you" asked Fury.

"Ummm…on a stroll through the park, why" said Stark.

"Get your ass back here, we have bigger problems then just Loki and the Tesseract" said Fury.

"How much bigger" asked Stark.

"Much bigger" said Fury.

*Chicago*

Galactus is stomping through the city, destroying most of the city. Fury flies the Helicarrier towards Galactus.

"I'm guessing this is a usual Saturday for you guys" said Flash.

"Can it Allen, you are supposed to suit up like the rest of them" said Fury.

"Right" said Flash, running out of the room. Superman, Hulk, Flash, Hawkeye, Green Arrow, Robin, Cyborg, and Ant-man jump down onto the closest building.

"Alright, let's take that giant hunk of junk down" said Cyborg.

"Easy for you to say, hunk of junk" said Hawkeye. Hawkeye and Green Arrow each aim an arrow at Galactus, firing at him. The 2 arrows hit him in the chest, causing an explosion. Galactus turns and faces the group.

"I think all that did was just successfully piss him off" said Flash. Suddenly, Mirror Master and Klaw appear in front of the group. Klaw then blasts Flash, sending him onto the ground, writhing in pain. Cyborg tries to fire a blast at Klaw, but he manages to dodge, firing another blast, deactivating Cyborg.

"I'll focus on Galactus, you guys take care of these 2" said Superman, taking off after Galactus.

"Great, leaving us with the dirty work" said Hawkeye. Klaw sends another blast, hitting Ant-man, disabling him. Hulk then grabs Klaw, jumping after Galactus with Klaw in his hands.

"Don't even try" said Hulk, spiking Klaw, sending him towards the ground. Mirror Master easily takes down Robin and Green Arrow, as Hawkeye aims at Mirror Master.

"Stand still" said Hawkeye. Hawkeye fires, but Mirror Master dodges, hitting Cyborg off the building.

"CYBORG" yelled Robin. Cyborg falls to the ground, as Robin gets up and breaks both of Mirror Master's knees.

"Heh heh, it's pitiful to die to a scrawny kid like you, that one deserved to die" said Mirror Master. Robin pulls out an exploding Batarang, stabbing it into Mirror Master's back.

"'That one' was one of my best friends you son of a bitch" said Robin, activating the Batarang and throwing Mirror Master off the building. Superman and Hulk start to try and defeat Galactus, but aren't doing anything.

"Fury, you need to get that Helicarrier out of there" said Hawkeye.

"I'm not leaving you guys Barton" said Fury. Suddenly, Wolverine takes control of the Helicarrier, flying it away.

"That's an order Fury" said Hawkeye. Galactus walks right up to the building the group is standing on.

"It's been an honor serving you Fury" said Hawkeye. Galactus smashes his hand through the building, sending the whole building toppling down.

"BARTON" yelled Fury. Galactus walks away from the scene, leaving the group there.

"Sir…we aren't getting any life signatures from the building Galactus destroyed…they're dead sir" said Agent Woo. Fury looks down at the floor.

"Retreat back to the Vault, we will regroup there" said Fury. The Helicarrier flies towards the Vault, leaving the destroyed Chicago.

* * *

**Ending Note: The sadness strikes again. So right now, we have a bunch more people dead, i'm not even gonna pull up the death counter for this story now...Anyways, I hope you guys enjoyed this chapter of Ultimate Superhero Alliance. Leave a review on what you thought of the chapter, and shoot me a PM if you have any requests for the stories. **

**I hope to see yall next time, but til then...stay frosty.**


	6. Chapter 6: The Heroes New Motive

**Author's Note: Well, here we are, Chapter 6. Yet another chapter to this story comes into play.**

**anon: I do agree with you on that, Doom could be able to stop the future from completely sucking ass, but, as of what has happened, it seems like he has pretty much effed it up, considering now if he just gives up, now Loki is a pretty major threat, so now even if Doom and the League of Destruction decides to surrender, the Ultimate Superhero Alliance still has to deal with Loki's forces, not to mention other teams that might pop up in the future.**

**Anyways, leave a review on what you thought of today's chapter, and shoot me a PM if you have any requests for the story. Now, let's fly off into the sunset and check out Chapter 6.**

* * *

Chapter 6: The Heroes New Motive.

*The Vault*

Fury sits in the briefing room alone, watching the tape of Galactus destroying the building over and over again. Stark walks in, seeing Fury the way he is.

"Fury, I know you feel bad about what happened, but…" said Stark, getting interrupted.

"It was my fault Stark…If I didn't send Barton and the others in, maybe some of them would still be alive" said Fury.

"Director, the tech on the Helicarrier was being tampered" said Stark.

"What are you talking about Stark" asked Fury.

"M.O.D.O.K was onboard the Helicarrier, after I got back onto the Helicarrier, I saw that at the time when you scanned for life in the wreckage, it was purposely telling you that everyone died" said Stark.

"You mean they…" said Fury.

"They could still be alive" said Stark.

*Chicago*

We see the rubble from the destroyed building. Hulk's hand suddenly bursts through the rubble, pulling out Robin and Hawkeye, as Superman pulls out Green Arrow and Flash. Ant-Man then crawls out from the rubble as well, returning to normal size. Hulk and Superman lay the 4 down, as Ant-Man, Hulk, and Superman talk.

"The attack here must've been a distraction, because there is no way Galactus would just destroy one building then leave" said Ant-Man.

"But a distraction to what exactly" asked Superman.

"The Raft" said Hawkeye, getting up.

"Barton, you need your rest" said Ant-Man.

"Heh, I'll be fine; I just need to shake it off for right now. Now, Galactus was just causing a distraction for the bigger plan…breaking out the villains in the Raft" said Hawkeye.

"What's at the Raft" asked Superman.

"Graviton" said Hawkeye.

*The Raft*

Magneto rips through the Raft, freeing all the prisoners as Doom and Red Skull follow behind. Soon, the 3 reach a cell, the biggest of them all. Doom floats up, looking inside and seeing Graviton floating there in the electric chains.

"Osborn, deactivate the cell" said Doom. Norman Osborn turns off the cell's power, releasing Graviton. Graviton opens his eyes, floating up to Doom.

"Why have you freed me" asked Graviton.

"I need your assistance" said Doom. Suddenly, an arrow is shot at Doom. Doom and Graviton look down, seeing Artemis, White Tiger, Tigra, Catwoman, and Black Panther.

"It would be wise to back down Doom" said Black Panther.

"T,Challa, king of Wakanda…trying so hard to act like your old man…eliminate of them Osborn" said Doom. Osborn flies in, wearing his Green Goblin get-up. Goblin throws a pumpkin bomb, which is easily cut in half by Black Panther.

"Not a wise move Goblin" said Black Panther. White Tiger and Tigra jump off of Black Panther's back, kicking Goblin in the head, knocking him off his Glider. Graviton's eyes suddenly glow, as the heroes start to float.

"Stay out of our way weaklings" said Graviton. Suddenly, a grenade is launched at Graviton, but is pushed away by Magneto.

"You know, I was really hoping that would've worked" said a man. The villains turn, seeing Red Hood.

"Jason Todd, so good of you to join us" said Doom.

"Oh no, I'm not Jason Todd" said Red Hood. Red Skull shoots Red Hood in the heart. However, Red Hood easily regenerates it.

"The name…is Wade Wilson you son of a bitch" said Red Hood, pulling out his gun and shooting at the 5, Magneto stopping all the bullets.

"No matter, we must go" said Doom, teleporting the 5 out. Red Hood jumps down to assist the others.

"You guys alright" said Red Hood.

"Wade Wilson, where have I heard that name before" said Black Panther.

"It's none of your business, now, we must get back to the Helicarrier immediately, you 5 are needed there effective immediately" said Red Hood. Red Hood presses a button, which teleports the 6 onto the Helicarrier. Red Hood walks up to the door to the briefing room.

"Identification required" said the computer.

"Agent Wade Wilson" said Red Hood.

"Welcome Wade Wilson, codename: Deadpool" said the computer.

"Deadpool" asked Black Panther in shock. Red Hood looks back the 5.

"Surprise" said Red Hood.

*Antarctica*

Loki is sitting on a throne of ice, with Venom on his left and Carnage on his right, as Frost Giants start to walk out of the portal.

"Loki, what is the meaning of involving the Frost Giants" asked Venom.

"They will be…an asset to us" said Loki.

"Hey, I hope you don't mind" said a man. Loki, Venom, and Carnage all turn to see Hal Jordan, Kilowog, and Tomar standing there.

"But I think you guys are a little far away from civilization, although I can't blame you" said Hal.

"Venom, Carnage, Anti-Venom, kill them" said Loki. The 3 symbiote-infected humans charge the 3 Green Lanterns, but are easily deflected.

"Now, hand over that cube, before anyone gets hurt" said Hal.

"I will not put down what rightfully belongs to me" said Loki, firing a blast at Hal, which gets deflected.

"I'm gonna tell you one more time Rudolph, put down the cube" said Hal. Suddenly, Anti-Venom and Carnage grab Tomar and Kilowog from behind, crushing their bodies.

"And I'm gonna tell you one more time…I will not put down what belongs to me" said Loki. Hal gets ready to fire a blast at Loki; however Anti-Venom and Carnage crush Tomar and Kilowog more as he does so.

"It wouldn't be wise to try that Green Lantern, not here" said Loki. Hal lowers his hand, as Anti-Venom and Carnage throw Tomar and Kilowog to the ground.

"Now, kneel to me" said Loki.

"Never" said Hal.

"I said" said Loki. Loki aims at Tomar, picking him up with the scepter, disintegrating Tomar.

"Kneel" said Loki. Hal gets onto one knee in front of Loki, as Loki smiles manically.

*Helicarrier*

Fury sits in the briefing room with Stark, Black Panther, and Red Hood.

"What the hell is wrong with you Wilson, you scared us all half to death" said Fury.

"Sorry Director, I needed it to look like I was dead, so that I could gain more info. I managed to get into the League of Destruction's base. They plan on using the energy from the Tesseract to power a weapon that can destroy all of human existence, leaving alive only the ones they choose" said Red Hood.

"So they can wipe out all of Manhattan with just the push of a button" said Stark.

"Pretty much, Doom also plans on using Graviton as a personal bodyguard, or another member to his counsel considering the treachery of Loki" said Red Hood.

"With the Raft pretty much ripped in 2, no doubt that they will come for the Vault, along with the Big House and the Cube" said Fury.

"They can take them, I suggest we start sending villains into 42 immediately" said Stark.

"The Ultron units are not ready to take on any prisoners as of yet" said Fury.

"Hank said that they were ready, and I believe it too" said Stark. Suddenly, Fury gets a call on his com-link.

"What is it" asked Fury.

"Director Fury, Thor is back with Star-Lord and Nova" said Agent Woo.

"Bring them down immediately, get Phoenix over here to work on Star-Lord right away" said Fury.

"Yes sir" said Woo, signing off.

"Sounds like Test-Your-Strength is back with Star-Boy and Blunder-Lord" said Red Hood.

"Can it Wilson, I don't want to hear another word out of you" said Fury, leaving the room.

"What did I do" asked Red Hood. Fury reaches the top deck of the Helicarrier, meeting up with Thor and Nova, as paramedics carry away Star-Lord.

"What the hell took you guys so long" asked Fury.

"We got sidetracked, there was a problem in Sector 459, the Kree and Skrull were at it again" said Nova.

"Great, now I got another pain in my ass to deal with" said Fury. Suddenly, the top floor to the Vault blows up.

"I'm guessing that might be another one" said Nova.

* * *

**Ending Note: Well, that is it for Chapter 6. So, I recap pretty much: Hawkeye and the others are alive, surviving the building collapse, Graviton and the other villains were freed from the Raft, Deadpool is still alive in the form of Red Hood, Hal and Kilowog have been taken captive by Loki, and now the Vault is under attack. I think that is a good place to cut it off. Leave a review on what you thought of today's chapter, and shoot me a PM if you have any requests.**

**I hope to see yall later, but til then...stay frosty.**


	7. Chapter 7: Breakout Part 1

**Author's Note: Whelp, no new reviews to go over. Alright then, I guess I might as well jump into the usual. Leave a review on what you thought of today's chapter, and shoot me a PM if you have any requests for characters or teams, stuff like that. Anywho, let's all gather round the campfire and sing our campfire song, while reading Chapter 7.**

* * *

Chapter 7: Breakout Part 1

*The Vault*

Fury, Stark, Nova, Thor, Red Hood, and Black Panther charge into the Vault, seeing villains escaping from their cages.

"We have to try and sustain them" said Stark. Stark is suddenly blasted by Crimson Dynamo.

"It's been too long Stark, after my run in with the archers, now I can finally kick your ass" said Dynamo.

"Don't think you can take all of us down Anton by yourself" said Stark.

"Oh, but I'm not by myself" said Dynamo. Stark turns and is grabbed by a chain pulsing.

"Kill Stark Ivan, I'll take the others" said Dynamo.

"Sounds good to me father" said Whiplash, running off the Vault with Stark with him. Fury tries to shoot Dynamo, but the shot is deflected by Dynamo's armor.

"Weak, oh so very weak Director" said Dynamo. Black Panther then appears behind Dynamo, pulling out the Vibranium daggers and slashing through Dynamo's armor.

"NOW WILSON" yelled Black Panther. Red Hood pulls out a grenade, launching it right into Dynamo's armor.

"Oh fu-" said Dynamo, getting blown up by the grenade.

"That's one down" said Red Hood.

"Thor, go help Stark, we will take the rest in here" said Fury. Thor nods, flying down to the help Stark.

"JARVIS activate the shoulder rockets" said Stark.

"Shoulder rockets disabled by the pulse emitting from the chain sir" said JARVIS.

"Then divert all power to the Unibeam" said Stark.

"The Unibeam is currently unable to fire any sort of blast" said JARVIS.

"IS THERE ANYTHING I CAN DO" yelled Stark.

"Pray sir" said JARVIS.

"I never liked your sense of humor" said Stark. Thor then comes down, smashing the chain with Mjolnir, freeing Stark. Whiplash uses his other chain to grab the Vault, swinging on it. Stark manages to start to fly, watching Whiplash.

"Is it just me, or is he ripping off Spidey" asked Stark, as Thor charged towards Whiplash. Thor launches a lightning blast at Whiplash, which causes his suit to malfunction, causing him to fall to his death.

"Thou deserveth that" said Thor. Fury, Red Hood, Black Panther, and Nova fight off the other villains, starting to lose ground.

"We could use some back-up" said Fury into his com-link. Stark flies up to where the group is.

"Ultimate Superhero Alliance, COME FORTH" said Stark. Wolverine comes out of the Helicarrier, landing next to Fury. Suddenly, a black jet hovers in front of the hole to the Vault.

"Anyone call for back-up" asked a man over the PA system.

"Oh shit" said Wolverine. The latch below the jet opens, as Cyclops, Beast, Nightcrawler, Colossus, and Storm come out.

"Just what I need, a family reunion" said Wolverine. Cyclops walks up to Wolverine, putting a hand on his shoulder.

"Good to see you too Logan" said Cyclops. Suddenly, out of the smoke emerges Baron von Strucker and Grim Reaper, with Chemistro, Living Laser, and Blizzard behind them.

"It would be in your best intentions to move out of our way" said Strucker.

"And why the hell would we want to do that" asked Wolverine.

"Because I have a bomb attached to the bottom of the Vault, if you make one more move, I shall detonate the bomb, sending the Vault straight to the ground" said Strucker.

"He's lying" said Stark.

"Are you willing to take that chance Stark" asked Strucker. Grim Reaper steps forward, as the heroes move out of the way, as Strucker and the others board the X-Jet.

"Thank you for the lift" said Strucker, pressing the button, detonating the bomb, causing the Vault to start to teeter.

"Auf Wiedersehen" said Strucker, flying off with the jet.

"We have to jump" said Fury.

"We can try carrying everyone" said Nova.

"It won't work, the building is falling to fast" said Stark. Suddenly, the Fault stops falling.

"You were saying" said Nova. Stark looks over and sees Giant-Man holding up the Vault.

"I'll be damned. Alright, me, Thor, and Nova are gonna take one person at a time" said Stark.

"I can help too" said Nightcrawler.

"Good, now let's get moving" said Stark. Stark grabs Fury, as Nightcrawler grabs Cyclops, Nova grabs Black Panther, as Thor goes to assist Giant-Man. Stark, Nightcrawler, and Nova get everybody to the ground, as Storm decides to float down, while Beast, Wolverine, Red Hood, and Colossus decide to just jump.

"Alright, that looks like everybody. Set her down gently Hank" said Stark.

"Easy for you to say Stark" said Giant-Man, slowly putting down the Vault. Giant-Man shrinks back down to normal size, looking at the others.

"How the hell did you manage to survive the building collapse Pym" asked Fury.

"Simple, with guys like Superman and Hulk with us, it was simple" said Ant-Man.

"What about the others" asked Stark.

"Hawkeye, Green Arrow, Flash, and Robin are all pretty injured, but don't worry, we have Phoenix checking up on them" said Ant-Man.

"Good, now, I think its best we get back to the Helicarrier" said Fury.

*Antarctica*

Loki stands in front of a portal, talking to Enchantress on the other side.

"Our plan is coming along well my lord Loki. The other Asgardians do not know of what you are doing on Midgard" said Enchantress.

"Excellent, good work my Enchantress…Now, I need you to do something for me" said Loki. Venom drags Hal in front of the portal.

"Oh, he's cute. Where did you find him" asked Enchantress.

"None of your concern, your concern should be what I want you to do. I want you to brainwash him with your magic" said Loki.

"Giving me the easy jobs now I see, fine" said Enchantress. Enchantress waves her hand, as Hal's eyes turn a shade of green.

"Good work Enchantress, that is all" said Loki.

"I hope to hear from you again soon my lord" said Enchantress, closing the portal.

"Now, to test to see if you are loyal to me" said Loki, signaling Carnage to bring out Kilowog. Hal stands, looking at Kilowog.

"Kill him" said Loki. Hal forms a knife in his hand, walking up to Kilowog.

"Hal, don't do this. Please, this isn't you" said Kilowog.

"No, it isn't…its better" said Hal. Hal slits Kilowog's throat, killing him.

"Good work…But I think the green is too…heroic" said Loki. Loki takes off Hal's ring, clenching it in his hand. Suddenly, a black essence comes from his hand. Loki unclenches his hand, showing that the Green Lantern ring has changed form, becoming a black ring. Hal takes the ring, getting a new costume.

"You are no longer the Green Lantern, you are now, the Black Lantern" said Loki.

*Helicarrier*

Fury is watching news feeds from the television in the briefing room, seeing the destruction caused from the villains escaping the Raft.

"All hell has broken loose in New York because of that break-in. Now we got a bigger mess to take care of" said Fury. Fury's com-link starts to beep at him.

"What is it" asked Fury angrily.

"Sir, it's about the Cube" said Woo.

"What the hell is it Woo" asked Fury.

"It's…it's been taken over" said Woo.

*The Cube*

SHIELD agents run out of the Cube, as enemies like the Wrecking Crew send them out.

"Well, I guess they are too scared to face us huh boys" said Wrecker.

"Heh heh, yeah boss, running like little kids" said Thunderball.

"That is enough Wrecking Crew, it is time to come back in" said someone from inside. The Wrecking Crew turn as Leader emerges from the darkness.

"It is time to put our plan into action" said Leader.

* * *

**Ending Note: And that, my dear readers, was Chapter 7. So, a recap of the chapter: Crimson Dynamo and Whiplash are dead, enemies such as Strucker and Grim Reaper have escaped, Hal Jordan has now been turned into a soldier for Loki, now becoming the Black Lantern, and Leader has taken over the Cube. What is gonna happen next in part 2? Well then, I guess you will just have to wait.**

**I hope to see yall later, but til then...stay frosty.**


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